Should the Limit of Liability Cover Indemnities?

Contracting parties often debate whether the limit of liability should apply to indemnity obligations. IT contracts probably answer “no” more often than “yes.” But you can support either answer with good arguments.  The Argument Against Limiting Indemnity Liability The indemnity is unusual. It seems to address liability, but it really doesn’t, at least in typical […]

New Clause Library!

We’re excited to announce that we’ve posted a complete new library of clauses here at TechContracts.com. ABA Publishing is about to release the 3rd edition of my book, The Tech Contracts Handbook, and the new clauses match those in the new edition. (The prior clause library matched the 2nd edition.) The new clauses included terms […]

Limits of Liability Don’t Work for Indemnities

Contracting parties often debate whether the limit of liability should apply to indemnities. But few notice the problem. Even if the contract specifically says the limit applies to an indemnity … it doesn’t. The indemnity obligation remains unlimited. I’m serious. An Indemnity Is Just Another Obligation to Perform (in IT Contracts) Contrary to common belief, […]

Open Source in Software Procurement – 3. Warranties

By David W. Tollen This is the third in a series of five posts on Open Source in Software Procurement. Click here for the prior post, and click here for the intro, which lists all five topics. Fear of open source software leads licensees to draft terms like this: “Vendor warrants that the Licensed Software does […]